Terry Benedict (Andy Garcia) rounds up the eleven members of Danny Ocean’s (George Clooney) gang, and threatens them in order to force them to pay back the $160 million that they stole from his Vegas casino from their previous heist, along with $38 million in interest, within two weeks. Collectively, the group is short by nearly half, and are forced to stage another heist to collect the funds. The group opts for a European target as they are too well recognized in the United States. For their first target, recommended by an informant named Matsui (Robbie Coltrane) the team goes after the world’s oldest stock certificate issued by the Dutch East India Company in 1602. Kept in a private home in Amsterdam, the value would not be enough to settle the debt, but sufficient to extend their deadline. While the group is able to breach the security of the house, including physically lifting the house to gain the correct line of sight to deactivate the security codes, they find they have been beaten by another master thief, FranÃ§ois Toulour, also known as “The Night Fox” (Vincent Cassel). Toulour invites Danny to his home, and reveals that it was he that tipped off Terry on Danny’s casino heist, due to being upset that his mentor Gaspar LeMarc (Albert Finney) has believed Danny was the world’s best thief. Toulour challenges Danny to see who could first steal the Coronation Egg within the week, offering to pay off Terry’s debt if Danny should win.

…

LeMarc reveals in a meeting with Danny and Rusty that he had been playing a long con. LeMarc wanted to humiliate Toulour by taunting him into the bet with Danny, as well as to regain possession of the Egg that he had stolen himself long ago, only relinquishing it due to his wife’s nagging. More importantly, LeMarc wanted to be reunited with his daughter, revealed to be Lahiri, which could only be done after Danny’s crew was extradited. With Rusty’s help, Lahiri is flown in to an emotional meeting with her father. The group pays the money back to Terry, though under watch by Toulour, and then enjoy a private poker session, with Lahiri rejoining with Rusty.

Reuben Tishkoff (Elliott Gould) and Las Vegas’ most hated businessman, Willy Bank (Al Pacino), are building a new hotel and casino in Las Vegas, a deal Danny Ocean (George Clooney) initially warns Reuben to avoid. After having secured crucial deals for Bank, Reuben is strong armed into signing over his share of the new establishment to Bank, who leaves him with only a $10,000 poker chip. Looking at the chip, Reuben notices that Bank has changed the name of the hotel from “The Midas” to his own name, “The Bank”. Reuben suffers a heart attack from the stress related to this financial loss. The remainder of Ocean’s Elevenâ€”Danny Ocean (George Clooney), Rusty Ryan (Brad Pitt), Linus Caldwell (Matt Damon), Basher Tarr (Don Cheadle), Frank Catton (Bernie Mac), Virgil Malloy (Casey Affleck), Turk Malloy (Scott Caan), “The Amazing” Yen (Shaobo Qin), Saul Bloom (Carl Reiner), and Livingston Dell (Eddie Jemison)â€” are gathered around Reuben. They decide to offer Bank a “Billy Martin” (presumably a “do-over”, a reference to Martin’s repeated hirings/firings/rehirings with the New York Yankees) or “face the consequences” of his actions. Not only does he turns down the offer, he happily says to Danny that Reuben has made the right choice to “roll over and die”. Thus, the team sets out to avenge the injustice committed against Reuben by making sure Bank’s casino not only loses, but loses big. Tess Ocean and Isabel Lahiri are notably absent from this plotâ€”left behind with Danny’s simple explanation that “it’s not their fight”.

…

Days later, in the McCarran International Airport, Danny, Rusty, and Linus watch as Benedict gives an interview on The Oprah Winfrey Show, announcing that he donated the money because he was touched by the kids. The three go their separate ways. Linus, the first to leave, has finally gotten a “part” in his father’s work. Danny is the second to leave. After they have left, Rusty decides to hit the slots one last time. He starts to put some coins in the machine, but decides to give up his seat to the beleaguered hotel reviewer who is also at the airport. It turns out Rusty used the hacking coin sequence to rig the machine and the hotel reviewer wins $11 million; Rusty walks off smiling while a crowd gathers (this is significant also because Saul and Turk had earlier discussed how he would get the “Susan B. Anthony” at the airport, with Saul claiming he would undergo the reviewer’s plight if he were paid 11 million dollars).

Shortly after being paroled from prison in New Jersey, Danny Ocean (George Clooney) breaks parole to visit Los Angeles, meeting up with Rusty (Brad Pitt), a former partner in his criminal schemes, to inform him that he has a new scheme in mind. The two head to Las Vegas to approach wealthy former casino owner and friend Reuben Tishkoff (Elliott Gould), with a plan to rob the vaults of the Bellagio, The Mirage and the MGM Grand casinos. At first Reuben is very reluctant, knowing himself how much security there is in every casino, but Reuben, seeing this as a way to get back at his rival, Terry Benedict (Andy Garcia), owner of the 3 casinos , finances the option and suggests the plan be executed on the night of the highly-anticipated Lennox Lewis/Wladimir Klitschko boxing match. By Nevada Gaming Commission rules, the casinos must maintain adequate funds in their vaults to cover all bets, and during the busy casino night coinciding with the match, more than $150 million is expected to be stored in the Bellagio vault. Danny and Rusty begin to recruit former colleagues and other criminal masterminds into their group. The team plans and carries out a series of reconnaissance missions at the Bellagio to learn as much as possible about the security, the lie of the land and the routines and behaviours of the casino staff. At the same time, they set up a re-creation of the Bellagio vault, in which to practice evasion of the vault’s formidable security systems. During this planning phase, the team discovers that Danny’s ex-wife, Tess Ocean (Julia Roberts), is currently Terry’s lover, and Rusty urges Danny to drop the plan saying that “Tess does not split eleven ways”, aware that Tess may warn Terry that something is afoot if she sees Danny, but Danny figures this into the plan.

…

Terry quickly realises that the televised images of the vault he is looking at are faked, and that the team had created the images inside a replication of the vault at some earlier time. Specifically, he notices that the video feed did not show the new Bellagio logo that was installed only a few days earlier. His men following the van find that it is being driven remotely, and is only filled with “fliers for hookers”. Terry comes to the realization that Danny’s men must have posed as the S.W.A.T. team and faked the fighting while they cleared out the vault, taking all of the money with them as they left unchecked. Terry returns to the room where he left Danny, finding that Danny is still there, leaving Terry no way to connect him to the theft. Danny offers to assist Terry in finding the money on condition that he give up Tess, to which Terry agrees. However, the team recorded this conversation and shows it to Tess. Angry at being used by Terry, she leaves him and returns to Danny. Danny is still arrested for violating parole and spends some months in prison, after Terry arranges for the police to be tipped off about Danny’s parole violation. When Danny is released, he is met by Rusty and Tess, and the three drive off, closely followed by Terry’s bodyguards.

Bruce Nolan (Jim Carrey) is a television news reporter for Channel 7 Eyewitness News on WKBW-TV in Buffalo, New York who is unsuccessful at getting a job as an anchorman. After a series of other incidents of ill fortune, he complains to God that He is treating him (Bruce) unfairly and is doing a poor job as supreme deity. God then contacts Bruce in human form (Morgan Freeman) and grants him all of His power so as to prove which one is the better handler thereof. Bruce uses his new-found powers for personal gain: he sabotages a colleague named Evan Baxter (Steve Carell) who had cheated him; takes revenge on a street gang who beat him earlier in the film; transforms his car from a Datsun 240Z to a Saleen S7; allows his favorite hockey team, the Buffalo Sabres, to win the Stanley Cup; places command on a dog to use the toilet for urination; and enhances the breasts and sex drive of his girlfriend, Grace Connelly (Jennifer Aniston).

Bruce endangers his relationship with Grace through his self-centered behavior. God then reminds Bruce that “He” has the task of resolving other people’s problems. God, at this, quotes a line from one of Carrey’s other movies (“Alrighty then”, from Ace Ventura), and tells Bruce that if he wants, Bruce can fix all the world’s problems in a few minutes, knowing that this is untrue. Bruce later receives millions of prayers, all of which, according to God, originate only from a few streets in his own town. Bruce is thus able to realize how much work God must do to keep the cosmos “in line”.

…

Depressed, Bruce walks onto a highway. Ultimately Bruce realizes that God’s powers are best left for God to handle and asks God to take control of his life. Right after that he is killed by collision with a truck. He is then shown in Heaven, where God asks him “what he really wants”. In answer, Bruce asks that Grace find a man who may make her truly happy and see her through God’s eyes. At this, Bruce is revived by paramedics. Later, Bruce has returned to his earlier field of reporting and is content with it; donates blood for a transfusion; and becomes engaged to marry Grace. The ending scene features a slow close-up of the homeless man, whose image morphs slightly and he is revealed to be God. This echoes a line of Joan Osborne’s song, One of Us, which Bruce is shown singing after his acquisition of the divine power.